Dometic Acquires Igloo With More Than 400 Million In Annual Revenues

Blais Halpert Tax Partners LLP represented Dometic in its acquisition of Igloo Products Corp., a manufacturer of passive cooling boxes and drinkware for the outdoor market. Founded in 1947, Igloo is perceived as one of the leading manufacturers in the world with an iconic brand, a wide product range and strong consumer orientation. With 92% of net sales in the US and products available in more than 90,000 retail stores globally, Igloo also has its own fast-growing direct to consumer sales channel. The acquisition of Igloo is a major step in Dometic’s strategy to continue to grow in the outdoor industry and creates a strong base for further growth globally.

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Meagan Sullivan
BHTP Advises Syner-G Pharma Consulting, LLC in Strategic Transaction

Blais Halpert Tax Partners LLP represented Syner-G Pharma Consulting, LLC in a strategic transaction with private equity firm Riverside Partners that closed on October 28. Travis Blais led Syner-G’s tax team, working closely with M&A advisory firm Network Blue, Inc., led by John Hallal. It’s the latest in a long series of buyouts, investments, financings, and other strategic transactions that Blais Halpert Tax Partners has helped close on behalf of pharmaceutical, biotechnology, and other life science industry clients.

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Meagan Sullivan
FIRPTA Certificates in M&A Deals – Summary & Models

Merger and acquisition agreements almost universally require the target or seller to deliver at closing a so-called “FIRPTA certificate” – i.e., an affidavit that either the target is not a “United States real property holding corporation” or that the seller is not a foreign person, in each case in accordance with Section 1445 of the U.S. Tax Code and the Treasury regulations thereunder.

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Meagan Sullivan
BHTP Advises TN Marketing in Acquisition from NBCUniversal

Michael Lieberman and Benjamin Damsky of Blais Halpert Tax Partners LLP advised TN Marketing, a subsidiary of Trans National Group Services of Boston, in connection with the acquisition by TN Marketing of the assets of Bluprint from NBCUniversal. Bluprint, a subscription video on demand service featuring online courses and other forms of video content surrounding crafts, hobbies and lifestyle topics was launched as Craftsy in 2011 and was acquired by NBCUniversal in 2017.

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Meagan Sullivan
Taxation of Debt Cancellation – 11 Things to Know

BOSTON -- After the 2000 dot-com bubble burst, and again during the Great Recession following the 2008 financial crisis, we saw an uptick in debt forgiveness, workouts, and distressed M&A. And we expect to see the more of the same as we enter the Coronavirus Recession. The tax consequences of debt cancellation -- the “bad debt deduction” for lenders and “cancellation of debt income” (CODI) for borrowers -- can be esoteric and arcane, so to help in issue spotting, here are 11 things to know:

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Meagan Sullivan
Section 83(b) Deadline Extended to July 15, 2020

We always remind our clients and co-counsel that a Section 83(b) election must be postmarked within 30 calendar days after the date the restricted property (usually unvested stock) was granted. And we're quick to point out that this 30-day deadline is hard and fast -- no grace periods.

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Meagan Sullivan
Refundable Payroll Tax Credits and Delayed Payments Under COVID-19 Relief Legislation

Under the recently enacted Families First Coronavirus Response Act (the “FFCRA”) and Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”), employers are granted refundable credits against their “employer-side” Social Security taxes for (a) wages paid to employees taking emergency sick leave or Family and Medical Leave Act (“FMLA”) leave because of the COVID-19 pandemic, and (b) a portion of wages paid to all employees if the employer is specially impacted by the COVID-19 pandemic. Additionally, all employers may delay the deposit of most of their 2020 employer-side Social Security taxes for up to 1 ½ to 2 ½ years.

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Meagan Sullivan
Coronavirus Relief Bill Temporarily Revives NOL Carrybacks and Delays 80% Limitation

The Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”), signed into law on March 27, 2020, temporarily suspends certain business loss limitations that were added to the code in the 2017 “Tax Cuts and Jobs Act” (“TCJA”). Under TCJA, companies were limited from using net operating losses (“NOLs”) to offset more than 80% of their taxable income, and NOLs were no longer allowed to be carried back to offset taxable income earned in previous years.

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Meagan Sullivan
Common Questions & Answers Regarding Coronavirus-Related Layoffs and Furloughs and the Impact on Stock Options and Deferred Compensation

In reaction to the dramatic change in business conditions relating to the COVID-19 pandemic, many businesses are conducting layoffs and furloughs of employees. Meanwhile, the recently enacted Families First Coronavirus Response Act has expanded sick leave and FMLA leave. Here are some common questions (and answers) surrounding how these events impact incentive stock options (ISOs), nonqualified stock options (NSOs) and deferred compensation governed by Section 409A of the Internal Revenue Code.

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Meagan Sullivan
New and Improved Checklist for § 1202 Qualified Small Business Stock

As many advisors, founders, and investors in the middle-market growth-company space are aware, the “Qualified Small Business Stock” rules of Code Section 1202 are an enormous boon to eligible shareholders. Generally, investors in qualifying small businesses (valued at $50 million or less when the stock is issued) who have held their shares for at least 5 years can sell such stock and be exempt from all or a part of federal capital gains taxes (and very often state capital gains taxes, too).

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Tax LawMeagan Sullivan
Update on SAFEs

In late 2018, a revised form of the Simple Agreement for Future Equity (“SAFE”) was released. The new form, the Post-Money SAFE, is intended to provide additional clarity regarding how the SAFE issuance will affect stock ownership of the issuing company.

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Meagan Sullivan
First New International Tax Treaties in 10 Years Ratified

On September 20, 2019, Treasury announced the entry into force of tax treaty protocols with Luxembourg and Switzerland. Additionally, on July 16 and 17, the Senate approved resolutions of ratification of protocols to amend income tax treaties with Spain and Japan; such protocols are likely to be entered into force soon. Tax treaties with Poland, Chile, and Hungary are still pending in the Senate.

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Meagan Sullivan